Holman came down out of the forest of giant orange-woods and trudged across the plain toward the place where Nancy Tanner lived. It was late afternoon and the woods beyond Nancy's home were already growing dark and dim.

The door of the old spaceship was open and a dark flowered rug hung over the rail of the gangway. Late sun glazed the round window near the door, but Holman thought he had seen Nancy behind the strawberry-patterned curtains.

Wearing a pale blue cotton dress, tan and slender, Nancy came out of the ship and into the low-trimmed grass. She held up one arm and waved once, smiling. "Ken," she said and turned to roll up the rug.

Holman said, "How you been?" as he came near, walking at his usual pace.

Setting the rug carefully on the bottom step, Nancy looked up at him. "Fine. Yourself?"

"Not bad. Had a cold last week." Holman put his suitcase down next to the neatly rolled rug.

Nancy frowned. "You still don't eat enough greens. That's why."

Holman kissed her, his hands gentle on her back. "Well, here I am," he said.

"Well, come in and we'll talk." She stepped slowly away from him and went up into the ship.

Holman gathered up his suitcase and the rolled rug and followed her.

He looked in and all around the kitchen before he entered.

Nancy watched him over her shoulder while she got two china cups. She grinned at him as he stepped into the room.

"I left the rug and my grip in the hall," Holman said and sat down in a straight-backed chair. Stooping to retie his hiking shoes, he glanced under the table. "Made it from the settlement in under four hours. Of course, I took big steps."

"Would you like rum or whisky or something like that in your coffee?" Nancy asked, touching the handle of the coffee pot.

"School teachers don't drink before sundown."

"You're on vacation."

"I'll wait. You go ahead, though."

Nancy set a cup in front of him and backed away. "You really have a tent in that little suitcase? You're not trying to get me to put you up here?"

"It's one of those monofilm ones." He pulled the cup closer to him and it rattled in the saucer. "I told you my intentions in my letter. And you said okay. So here I am to court you." Holman started to rise.

Nancy nodded him down. "I supposed it will be all right. I don't know." She went back to the stove.

Holman stood and started toward Nancy. He was distracted by a clicking sound in the hallway outside. As he turned to the entrance-way, a large tan lion came in, its black-tipped tail swishing slowly.

Holman stopped as the lion crossed the kitchen between him and Nancy. "Don't panic, Nancy," he said in a calm voice. "If nobody moves, it'll go away."

Nancy smiled. "Why should he go away? It's only Shandy."

The lion nuzzled his head over the backs of Nancy's knees and made a growling, purring sound. The tip of his tail flipped against the smooth white stove.

Holman frowned at the lion and dropped back into his chair. "Shandy? The last time I saw him he was a St. Bernard dog."

Nancy rumpled the lion's mane. "Well, you know how Shandy is. He doesn't stay one thing for long. He saw a picture of a lion on a sack of meal last week and off he went."

"When you're through fondling him I'd like my coffee. And where's the rum?"

Gently pushing the leaning lion away from her legs, Nancy said, "I'll get it, Ken." She patted Shandy on the back. "Go outside and play, Shandy. That's a nice boy."

Without looking at Holman, the lion left the kitchen.

"That's ridiculous," Holman said, turning from the empty doorway.

"Damn it, Ken. He's my pet and I like him." The rum bottle made a hard flat sound as she put it in front of Holman. "You might try to accept him. He's a very nice pet."

Holman unscrewed the bottle cap. "Love me, love my whatever the hell he is."

"For somebody who came by to court me you're not being very pleasant." She poured out two cups of coffee.

Looking at the red bottle cap, Holman said, "Okay. I'm sorry."

"You know Shandy's been with me since I was just ten or so. And since dad died, Shandy's been a real help."

"You don't have to live out here." Holman poured some rum into his coffee. "Just because your father was a naturalist and all."

"We don't have to talk about my father. I like living here. We've always lived here. Since we came out to Enoch."

"All right." He paused to look across the table at her. "You want to keep arguing or will you let me propose now?"

Nancy shook her head. "Don't now, Ken. Later sometime."

"You do know, though, that I want you. And you know I want you with me at the settlement."

Nancy folded her hands on the white tablecloth. "Oh, yes."

Holman drank the hot coffee fast. "And, really, Nancy, I don't see how we could keep something like Shandy in the settlement."

"Come and have dinner with me tonight and we'll talk then."

Putting down his empty cup, Holman said, "I'll go set up my tent at a safe distance."

Outside it was nearly night. A few yards from the ship, the lion was rolling on his back in a patch of yellow flowers and growling to himself.

Holman kept his back to the lion while he assembled his tent. And when he had it finished he went inside and didn't come out until Nancy called him for dinner.

The sky, up through the yellow-green leaves, was clear. The afternoon was warm, with a slight feel of coming rain. Holman locked his hands behind his head and half-closed his eyes. "And living alone by the woods is dangerous," he said.

Nancy laughed. "You've just eaten lunch in it."

Holman closed his eyes. "And how do you know what Shandy is? Maybe he's why this place got a bad name in the first place."

"He's a harmless pet. I'm very fond of him."

"Didn't your father have any ideas about him?"

"Dad couldn't figure Shandy out. He made all kinds of tests. Shandy's the only one of his kind we ever saw. But, see, dad wasn't sure what he was originally. He's a mimic, an over-done chameleon. I don't know. I like him."

Sitting up, Holman said, "Okay." He touched Nancy's shoulder. "Look, we've known each other, what? over a year now."

"Since you made that ridiculous field trip with your pupils and trampled all over everything." She tucked her legs under her and leaned toward him.

"Yeah. So let's not argue or anything. But, really, Nancy, I would sort of like to marry you."

"I know."

"Have you any idea if you're nearing a decision?"

"Oh, yes."

"And?"

"Well, I think we can."

"Marry?"

"Uh huh."

"Fine." After he'd kissed Nancy, Holman became aware of a shambling off in the trees beyond their picnic spot.

Twigs crackled and a medium-sized gorilla crashed into the open.

Holman let go of Nancy and asked her, "Shandy?"

The gorilla was carrying a large book in one paw.

"Yes," Nancy said, smiling. "He's been nosing through the storeroom again. Must have been in one of my old picture books."

The gorilla came up near their picnic basket and held out the book.

"He wants me to read to him, Ken. He gets that way now and then." Nancy took the book and opened it to the title page. "Earth fairy tales. This is one of your favorites, huh, Shandy?"

" He wants me to read to him, Ken. "

Bobbing his gorilla head, Shandy squatted down among the fallen leaves and smacked his paws together.

"Is he intelligent ?" Ken asked incredulously. His scalp began to crawl.

"Oh, no.... Well, let's start at the very beginning again," Nancy said.

Shandy rested his head on one clenched paw.

"Once upon a time," Nancy started.

Holman stood and grabbed up his windbreaker. "I've heard this one before. I'll drop by your place in the evening. Be finished by then?"

Nancy half closed the book with her finger as a marker. "You're angry?"

His coat seam jammed and Holman decided to wear the coat open. "No." He walked away into the woods. He was only a few steps into the trees when Nancy started the story again.

The fire flared up, brightening the ground around Holman's tent. Nancy hugged her knees up close to her and rested her head on them. "He would be out of place at the settlement," she said.

Holman dropped a log on the campfire and came back to sit beside the girl. "He'd probably be happier running around out here in the woods."

Nancy nodded slowly. "Probably."

The stairs out of the old ship rattled once off in the darkness. Holman looked away from the fire and toward the ship.

Coming across the grass toward them was a giant teddy bear.

Laughing, Nancy rose. "It's Shandy." She glanced at Holman. "Be nice to him."

Holman watched Shandy approach and didn't answer.

The teddy bear sat down, like a dropped rag doll, next to Nancy. He rubbed his fuzzy brown paws over his black nose and blinked his button eyes at her.

"Nice old Shandy," said Nancy, pulling one of Shandy's round ears. She smiled at Holman. "This is what he was being when dad and I first found him."

Holman, tilting forward, flipped a flat stone into the fire and scattered sparks. "That's a coincidence."

"I was just, you know, about ten," Nancy said, patting Shandy's head. "What had happened was I'd been playing in the woods. And, anyway, I left my own teddy bear out there. Lost it. And I told dad, because it was almost night when I remembered. Well, he found it and right beside it there was big old Shandy. Dad and I both decided after looking at him for awhile that his name should be Shandy."

Shandy blinked his eyes and clapped his paws.

Holman's left heel jammed hard against the ground as he shot up. "God damn, Nancy, will you knock off all this maudlin, banal, boy and his dog stuff. We're not taking that monster away anywhere."

"I know, I know, Ken. Don't talk about it now." She kept patting the teddy bear gently. "Nice Shandy."

"And you, Shandy," Holman shouted. "I'm doing the courting around here. Go hibernate or something, dammit."

Shandy's eyes stopped blinking. Nancy's hand slipped from his head and trailed down his woolly back as he rolled over and away. Without turning Shandy started off for the ship, slowly, on all fours.

Finally Nancy looked at Holman. "That wasn't nice, Ken."

Holman knew that. He could find nothing to say back to Nancy. He frowned and went into his tent, slamming the flap behind him.

After closing the storeroom door, Holman carried the two old suitcases down the bright corridor to Nancy's kitchen.

Nancy smiled at him and then at the brown, scuffed luggage. "Oh, sure, those will do," she said. "I guess the movers will be able to take care of the heavy stuff."

Holman agreed and picked up his half-finished cup of coffee. "And we can leave lots of the stuff here. If we're going to use this as sort of a summer place. I don't think we'll have to worry about vandals."

From the doorway Nancy said, "Not many girls bring a spaceship as a dowry."

Holman took her shoulders and turned her back into the room. "We can make Shandy sort of a watch-dog."

"If he ever comes back."

"It's only little more than a day he's been gone."

"You were unkind to him."

"I know. I'm sorry."

Nancy edged around him and went to stand by the stove. "More coffee?"

"Okay." Holman was halfway to her when the knock sounded on the spaceship door.

"Maybe it's Shandy," Nancy said, partly surprised, partly relieved.

"Maybe. I'll get it."

When Holman opened the door a tall, slender young man, wearing a conservative suit, stepped out of the darkness and into the light of the corridor. He had a neat black mustache and was carrying a big bunch of red and gold forest flowers. "Is Miss Nancy at home?"

"Who are you?" The young man was standing close to him but Holman didn't move back.

The young man bowed slightly and smiled. "Tell Miss Nancy it's Shandy. Or better, Mr. Shandy."

"Christ," said Holman, backing now.

Shandy bowed again politely and walked to the door of the kitchen, knocking on the wall before he entered.

Holman jerked himself together when he heard Nancy gasp, and ran back to her.

Shandy was sitting in a kitchen chair, his legs crossed. "It's a rather interesting story, Miss Nancy," he said, smiling evenly.

Nancy reached out and turned off the stove. "I imagine."

Shandy brushed each side of his mustache. "Well, to begin then. I was in the wood and suddenly I tripped, carelessly, over a fallen log and was knocked unconscious. When I recovered I found myself in this state." He paused to rub his head. "And, of course, I remembered."

Looking straight at him, Nancy said, "You'd had amnesia."

"Yes. You see, Miss Nancy, many years ago, I'm not sure how many, my people lived here and I was quite a prominent member of the ruling class. But I incurred, unfortunately, the wrath of an evil scientist."

"And?" asked Holman. For somebody who'd recently been a teddy bear, Shandy looked pretty dapper.

Shandy smiled. "She put a spell on me which caused me to change shape, and also made me forget what I had originally been."

Nancy laughed softly. "Well, it's good to have you back."

With a faint flourish Shandy held out the wild flowers. "For you, Miss Nancy."

"Why, thank you, Shandy."

Holman leaned against the wall under the clock and eyed Shandy. "You back to stay?"

"Well," Shandy said. "I've known Miss Nancy quite a while. And am really quite fond of her. I hate to see her go." He looked at the flowers Nancy held against her chest. "I have come to ask Miss Nancy to allow me to court her. With all due respects to Mr. Holman."

"Damn it to hell," Holman said, straightening.

Nancy placed the flowers on the table and smiled at Shandy. He stood as she approached him. Nancy laughed and put her arms around the young man.

With her head against Shandy's chest Nancy said, "Poor Shandy. Poor Shandy." She made him sit down again. Then she patted him fondly on the head. "Stay right there, Shandy." Nancy hurried from the room.

Holman followed her. "Listen, are you sure he isn't intelligent? Because, my God, the scientists down at the settlement—"

Nancy said, "Oh, no, Ken. He just copies things he's heard people say. Wait a minute." She disappeared into the storeroom. When she returned she was holding a dusty album in her hand. Holman followed her back into the kitchen.

Shandy looked at the album for a moment and then smiled. "I meant well," he said.

"I knew I recognized you," Nancy said, turning a third through the book. "My Uncle Maxwell when he graduated from Mars-Yale." She slid the picture out and held it toward Holman, but he didn't take it.

Shandy said, "Hated to see you go."

Come to think of it, Holman thought, he does just repeat things people are always saying.

Setting the book beside the flowers, Nancy said, "What are you really, Shandy? I've never had a chance to talk to you before, except in a one-sided sort of way."

Shandy folded his hands and uncrossed his legs. "I don't remember just now, Miss Nancy. I used to know. I don't think there are many of us left now." He touched his mustache again, smoothing it. "Maybe in the mountains there are some more. I don't remember."

Nancy patted his head. "I'm going to marry Ken, Shandy. And live in the settlement."

"You'll enjoy that."

"You think you'll stay this way?" Holman asked.

"I might. I don't know."

Holman held out his hand to Shandy. "Anyway, we want you to stay here and keep watch over things."

Shandy hesitated and then shook hands. "I might as well."

Holman and Nancy left for the settlement the next morning, with the suitcases.

Shandy, still in the shape of Uncle Maxwell, they left on the front steps of the ship. He waved goodbye to them. When they were gone, he changed slowly into a large teddy bear. Then, with a moist gleam in his eye, he went back to reading the thick, red-leather, picture encyclopedia in his lap.